Common use of Clawback Rights Clause in Contracts

Clawback Rights. Annual Incentive Compensation shall be subject to the Company Clawback Rights (as defined below). “Company Clawback Rights” shall be defined as follows: In the event that the Company shall restate or revise any previously announced prior period earnings or other results upon which any Annual Incentive Compensation to Executive shall have been determined (a “Restatement”), any Annual Incentive Compensation resulting from such earnings or results shall be adjusted to retroactively take into account the restated or revised earnings or results, and any excess Annual Incentive Compensation resulting from such restated or revised earnings or results shall be immediately surrendered to the Company. The Company shall have the right to take any and all action to effectuate the Company Clawback Rights without further action by Executive, by way of setoff. All determinations by the Compensation Committee with respect to the Clawback Rights shall be final and binding on the company and Executive. The parties acknowledge it is their intention that the foregoing Clawback Rights as related to Restatements conform in all respects to the provisions of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act of 2010 (the “Xxxx Xxxxx Act”) relating to recovery of all ‘incentive-based” compensation, pursuant to the provisions of the Xxxx Xxxxx Act and any and all rules and regulations promulgated thereunder from time to tome in effect. Accordingly, the terms and provisions of this Agreement shall be deemed automatically amended from time to time to assure compliance with the Xxxx Xxxxx Act and such rules and regulations as hereafter may be adopted and in effect.

Clawback Rights. The Annual Incentive Compensation Bonus shall be subject to the Company Clawback Rights (as defined below). “Company Clawback Rights” shall be defined as follows: In the event that the Company shall restate or revise any previously announced prior period earnings or other results upon as from which any Annual Incentive Compensation Bonus to Executive shall have been determined (a “Restatement”)determined, any Annual Incentive Compensation Bonus resulting from such earnings or results shall be adjusted to retroactively take into account the restated or revised earnings or results, and any excess Annual Incentive Compensation Bonus resulting from such restated or revised earnings or results shall be immediately surrendered to the Company. The Company shall have the right to take any and all action to effectuate the Company Clawback Rights without further action by Executive, by way of setoff. All determinations by the Compensation Committee or the Board of Directors with respect to the Clawback Rights shall be final and binding on the company and Executive. The parties acknowledge it is their intention that the foregoing Clawback Rights as related to Restatements conform confirm in all respects to the provisions of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act of 2010 (the “Xxxx Xxxxx Act”) relating to and the Sarbanes Oxley Act and requires recovery of all ‘incentive-based” compensation, pursuant to the provisions of the Xxxx Xxxxx Act and the Sarbanes Oxley Act and any and all rules and regulations promulgated thereunder from time to tome in effect. Accordingly, the terms and provisions of this Agreement shall be deemed automatically amended from time to time to assure compliance with the Xxxx Xxxxx Act and such rules and regulations as hereafter may be adopted and in effect.

Clawback Rights. The Annual Incentive Compensation Bonus and any and all stock based compensation (such as options and equity awards) (collectively, the “Clawback Benefits”) shall be subject to the Company Clawback Rights (as defined below). “Company Clawback Rights” as follows. During the period that the Executive is employed by the Company and for a period of three (3) years following the Employment Period, if there is a restatement by the Company of any financial results on the basis of which any Clawback Benefits to the Executive have been determined, the Executive shall repay to the Company the amount by which the amount of Clawback Benefits paid exceeded the amount to which Executive would have been entitled, based on the Company’s restated financial information. The calculation of the revised Clawback Benefits amount shall be defined as follows: In determined by the event that the Company shall restate or revise any previously announced prior period earnings or other results upon which any Annual Incentive Compensation to Executive shall have been determined (a “Restatement”), any Annual Incentive Compensation resulting from such earnings or results shall be adjusted to retroactively take into account the restated or revised earnings or results, Committee in good faith and any excess Annual Incentive Compensation resulting from such restated or revised earnings or results shall be immediately surrendered to the Company. The Company shall have the right to take any and all action to effectuate the Company Clawback Rights without further action by Executive, by way of setoffin accordance with applicable law. All determinations by the Compensation Committee with respect to the Clawback Rights shall be final and binding on the company Company and the Executive. The Clawback Rights shall terminate following a Change of Control as defined in Section 11(f). For purposes of this Section 7, a restatement of financial results that requires a repayment of a portion of the Clawback Benefits amounts shall mean a restatement resulting from material non-compliance of the Company with any financial reporting requirement under the federal securities laws and shall not include a restatement of financial results resulting from subsequent changes in accounting pronouncements or requirements which were not in effect on the date the financial statements were originally prepared (“Restatements”). The parties acknowledge it is their intention that the foregoing Clawback Rights as related relates to Restatements conform in all respects to such regulations as may be promulgated pursuant to the provisions of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act of 2010 (the “Xxxx Xxxx-Xxxxx Act”) relating to recovery of all ‘“incentive-based” compensation, pursuant to the provisions of the Xxxx Xxxxx Act and any and all rules and regulations promulgated thereunder from time to tome in effect. Accordingly, the terms and provisions of this Agreement shall be deemed automatically amended from time to time to assure compliance with the Xxxx Xxxx-Xxxxx Act and such rules and regulations as hereafter may be adopted and in effect.

Clawback Rights. The Annual Incentive Compensation Bonus shall be subject to the Company Clawback Rights (as defined below). “Company Clawback Rights” shall be defined as follows: In the event that the Company shall restate or revise any previously announced prior period earnings or other results upon as from which any Annual Incentive Compensation Bonus to Executive shall have been determined (a “Restatement”)determined, any Annual Incentive Compensation Bonus resulting from such earnings or results shall be adjusted to retroactively take into account the restated or revised earnings or results, and any excess Annual Incentive Compensation Bonus resulting from such restated or revised earnings or results shall be immediately surrendered to the Company. The Company shall have the right to take any and all action to effectuate the Company Clawback Rights without further action by Executive, Executive by way of setoff. All determinations by the Compensation Committee with respect to the Clawback Rights shall be final and binding on the company Company and Executive. The parties acknowledge it is their intention that the foregoing Clawback Rights as related relates to Restatements conform in all respects to the provisions of the XxxxDxxx-Xxxxx Fxxxx Xxxx Street Reform and Consumer Protection Act of 2010 (the “Xxxx Dxxx Xxxxx Act”) relating to and requires recovery of all ‘“incentive-based” compensation, pursuant to the provisions of the Xxxx Dxxx Xxxxx Act and any and all rules and regulations promulgated thereunder from time to tome time in effect. Accordingly, the terms and provisions of this Agreement shall be deemed automatically amended from time to time to assure compliance with the Xxxx Dxxx Xxxxx Act and such rules and regulations regulation as hereafter may be adopted and in effect.

Clawback Rights. Annual Incentive Compensation Compensation, if any, shall be subject to the Company Clawback Rights (as defined below). “Company Clawback Rights” shall be defined as follows: In the event that the Company shall restate or revise any previously announced prior period earnings or other results upon which any Annual Incentive Compensation to Executive Employee shall have been determined (a “Restatement”), any Annual Incentive Compensation resulting from such earnings or results shall be adjusted to retroactively take into account the restated or revised earnings or results, and any excess Annual Incentive Compensation resulting from such restated or revised earnings or results shall be immediately surrendered to the Company. The Company shall have the right to take any and all action to effectuate the Company Clawback Rights without further action by ExecutiveEmployee, by way of setoff. All determinations by the Compensation Committee with respect to the Clawback Rights shall be final and binding on the company and ExecutiveEmployee. The parties acknowledge it is their intention that the foregoing Clawback Rights as related to Restatements conform in all respects to the provisions of the XxxxDxxx-Xxxxx Fxxxx Xxxx Street Reform and Consumer Protection Act of 2010 (the “Xxxx Dxxx Xxxxx Act”) relating to recovery of all ‘incentive-based” compensation, pursuant to the provisions of the Xxxx Dxxx Xxxxx Act and any and all rules and regulations promulgated thereunder from time to tome in effect. Accordingly, the terms and provisions of this Agreement shall be deemed automatically amended from time to time to assure compliance with the Xxxx Dxxx Xxxxx Act and such rules and regulations as hereafter may be adopted and in effect.

Clawback Rights. The Annual Incentive Compensation Bonus shall be subject to the Company Clawback Rights (as defined below). “Company Clawback Rights” shall be defined as follows: In the event that the Company shall restate or revise any previously announced prior period earnings or other results upon as from which any Annual Incentive Compensation Bonus to Executive shall have been determined (a “Restatement”)determined, any Annual Incentive Compensation Bonus resulting from such earnings or results shall be adjusted to retroactively take into account the restated or revised earnings or results, and any excess Annual Incentive Compensation Bonus resulting from such restated or revised earnings or results shall be immediately surrendered to the Company. The Company shall have the right to take any and all action to effectuate the Company Clawback Rights without further action by Executive, by way of setoff. All determinations by the Compensation Committee with respect to the Clawback Rights shall be final and binding on the company and Executive. The parties acknowledge it is their intention that the foregoing Clawback Rights as related to Restatements conform confirm in all respects to the provisions of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act of 2010 (the “Xxxx Xxxxx Act”) relating to and requires recovery of all ‘incentive-based” compensation, pursuant to the provisions of the Xxxx Xxxxx Act and any and all rules and regulations promulgated thereunder from time to tome in effect. Accordingly, the terms and provisions of this Agreement shall be deemed automatically amended from time to time to assure compliance with the Xxxx Xxxxx Act and such rules and regulations as hereafter may be adopted and in effect.

Clawback Rights. Annual Incentive Compensation shall be subject to the Company Clawback Rights (as defined below). “Company Clawback Rights” shall be defined as follows: In the event that the Company shall restate or revise any previously announced prior period earnings or other results upon which any Annual Incentive Compensation to Executive shall have been determined (a “Restatement”), any Annual Incentive Compensation resulting from such earnings or results shall be adjusted to retroactively take into account the restated or revised earnings or results, and any excess Annual Incentive Compensation resulting from such restated or revised earnings or results shall be immediately surrendered to the Company. The Company shall have the right to take reasonably coordinate with Executive any and all action to effectuate the Company Clawback Rights without further action by Executive, by way of setoffRights. All determinations by the Compensation Committee with respect to the Clawback Rights shall be final and binding on the company and Executive. The parties acknowledge it is their intention that the foregoing Clawback Rights as related to Restatements conform in all respects to the provisions of the Xxxx-Xxxxx Xxxx Street Reform and Consumer Protection Act of 2010 (the “Xxxx Xxxxx Act”) relating to recovery of all ‘incentive-based” compensation, pursuant to the provisions of the Xxxx Xxxxx Act and any and all rules and regulations promulgated thereunder from time to tome in effect. Accordingly, the terms and provisions of this Agreement shall be deemed automatically amended from time to time to assure compliance with the Xxxx Xxxxx Act and such rules and regulations as hereafter may be adopted and in effect.